Francis G.X. Pileggi
Co-Chair, Commercial Litigation - Philadelphia and Wilmington
Francis Pileggi practices primarily in the areas of corporate and commercial litigation in Delaware and Pennsylvania. His litigation practice emphasizes representation in high-stakes disputes of corporations, stockholders, members of boards of directors, members and managers of LLCs, and those with managerial or ownership interests in other forms of entities. He has extensive experience in matters involving fiduciary duties and corporate governance as well as summary proceedings under the Delaware General Corporation Law. Francis is also a certified mediator.
Francis created and maintains the Delaware Corporate and Commercial Litigation Blog at www.delawarelitigation.com, which was named one of LexisNexis’ Top 25 Business Law Blogs and was selected for inclusion in the ABA Journal’s Blawg 100 in 2011 and 2012. In turn, he has been described as “a brand name in Delaware corporate litigation.”
Francis represents several townships in Delaware County and Chester County, Pennsylvania, as special counsel on litigation matters. He represents a school district in Delaware County and educational and nonprofit institutions in Pennsylvania and elsewhere on corporate governance, litigation, and related issues.
- Represented director in suit to break a board deadlock.
- Represented board of directors in suit by former director.
- Representation in expedited proceedings regarding advancement and indemnification for directors and officers.
- Sued to resolve control contest based on disputed validity of election of board of directors.
- Sued to resolve control contest among members of LLC.
- Obtained judicial relief for minority shareholders to enforce fiduciary duties owed by board of directors.
- Secured expedited injunctive relief to enforce restrictive covenant for wealth management company whose employee attempted to leave with customer lists and data.
- Sued to obtain books and records for shareholders seeking valuation and other purposes.
- Litigated to effect dissolution of LLC based on statute designed to address deadlock of business due to even ownership between two 50/50 members.
- Represented hedge fund in court to enforce terms of agreement with departing partner.
- Served as counsel to a majority shareholder and members of the board in court to defend fiduciary duty claims.
- Counseled accountant in dissolution of accounting firm.
- Represented water utility in court in dispute over contract provisions regarding rate charged to other utilities.
- Litigated for minority residents of a housing authority to enforce their Second Amendment rights and won unanimous Delaware Supreme Court en banc opinion.
- Served as counsel to a township in litigation with adjoining international airport.
- The Harvard Law School Forum on Corporate Governance and Financial Regulation, Guest Contributor
- Delaware State Bar Association, Professional Ethics Committee; Executive Committee, Former Member
- Delaware County Bar Association
- American Bar Association Indemnification and D&O Insurance Subcommittee, Chair
- American Bar Association Business Law Section, Business and Corporate Litigation Committee Newsletter, Former Editor
- American Bar Association Ethics Subcommittee, Former Co-Chair
- Knights of Malta
- Legatus International
- National Italian American Foundation
- American Inns of Court, Ethics Columnist
- Neumann University, Board of Directors
- St. Thomas More Society, Former President
- Wilmington News Journal Community Advisory Board, Former Member
- St. Edmond’s Academy, Former Board Member
- Glen Mills School, Former Board Member
Awards and Recognition:
- Selected for inclusion in Chambers USA: America’s Leading Lawyers for Business as a “Recognized Practitioner” in Chancery – Delaware
- Attained an AV® Preeminent™ rating from Martindale-Hubbell
- Selected for inclusion among the “Top Lawyers in Delaware” in Delaware Today magazine
- Honored with The Chief Justice William Killen Award for Distinguished Second Amendment Appellate Advocacy, 2015
- Bestowed the title of “Cavaliere” (Italian for “Knight”) by the President and Prime Minister of Italy, signifying membership in the Italian Order of Merit for distinction in the arts, science, the law and/or public service
- Bestowed the title of “Kentucky Colonel” by the Governor of Kentucky in recognition of public service
- Selected for inclusion in the SmartCEO 2010 Legal Elite list
- Selected for inclusion in the “2010 People to Watch” Directorship 100 list by Directorship magazine as an influential individual in corporate governance
- Honored with the Distinguished Service Award, Delaware State Bar Association, New Lawyers Section
News and Insights
- “Court Explains Directors’ Fiduciary Duty of Oversight,” NACD Directorship, January/February 2017.
- “Court Says Directors Can Be Barred From Corporate Documents,” NACD Directorship, November/December 2016.
- “A Look Into the Murky Waters of Corporate Officer Liability and the Business Judgment Rule,” co-authored, ABA Director and Officer Liability Committee Newsletter, November 2016.
- “ABA Seeks to Enforce Political Correctness,” The Bencher, November/December 2016.
- “Chancery Confirms That Derivative Litigation Is an Asset of the Corporation,” NACD Directorship, September/October 2016.
- “Court Disqualifies Firm Based on Representation of Affiliated Subsidiary,” The Bencher, July/August 2016.
- “Court Rules When Managers Can Waive Their Duty of Good Faith,” NACD Directorship, July/August 2016.
- “Your Attendance Is Cordially Required: Decision Expands Ability to Sue Directors in Delaware Courts,” NACD Directorship, May/June 2016.
- “Chancery Court Explains Principles of Contract Interpretation,” Delaware Business Court Insider, April 2016.
- “Prosecutorial Discretion,” The Bencher, March/April 2016.
- “When Directors May Be Personally Liable for Corporate Actions,” NACD Directorship, January/February 2016.
- “Director/Attorney Privilege: Communications Are Not Always Confidential,” NACD Directorship, November/December 2015.
- “Judge Criticized for Courtroom Behavior,” The Bencher, November/December 2015.
- “Director Primacy Upheld,” NACD Directorship, September/October 2015.
- “Delaware Supreme Court Allows Dismissal of Claims Against Independent Directors,” NACD Directorship, July/August 2015.
- “Fiduciary, Fraud Claims Allowed to Proceed Against Business Sellers,” Delaware Business Court Insider, July 2015.
- “Professionalism and Judges,” The Bencher, July/August 2015.
- “Delaware Proposes New Fee-Shifting and Forum Selection Legislation,” Westlaw Journal/Delaware Corporate, March 2015.
- “Delaware Court of Chancery Enforces Deposition Practice Standards,” The Bencher, March/April 2015.
- “Duties of Directors of Insolvent Corporations,” NACD Directorship, January/February 2015.
- “Director and Officer Indemnification and Advancement Rights,” a book chapter in Recent Developments in Business and Corporate Litigation, American Bar Association, January 2015.
- “Chancery Grants Advancement to Ex-Director Guilty of Insider Trading,” co-author, Delaware Business Court Insider, January 2015.
- “Directors Given More Authority to Limit Multi-Forum Litigation,” NACD Directorship, November/December 2014.
- “Despite Amorphous, Somewhat Minimal Benefit, Delaware Chancery Court Awards Fees for Multiple Suits Over Many Years,” Bloomberg BNA’s Corporate Law & Accountability Report, August 2014.
- “Delaware Supreme Court: No Fees for Stockholder Win at Trial if No Final Judgment,” co-author, Business Law Today, July 2014.
- “Dutch Company Subject to Delaware Jurisdiction for Breach,” Delaware Business Court Insider, June 2014.
- “Federal Court Grants Motion to Disqualify counsel Based on Rules 1.7, 1.9 and 1.10,” The Bencher, July/August 2014.
- “Decision Allows Fee-Shifting Provisions in Bylaws, and a Win for Sotheby’s, Loeb,” co-author, NACD Directorship, July/August 2014.
- “Business Judgment Rule, Board’s Ouster of CEO Affirmed,” co-author, NACD Directorship, May/June 2014.
- “Second Circuit Disqualifies Attorney for Breach of Client Confidences,” The Bencher, March/April 2014.
- “Top Ten 2013 Delaware Corporate and Commercial Decisions,” The Harvard Law School Forum on Corporate Governance and Financial Regulation, February 2014.
- “Advance Waiver Approved by Federal Court in Texas,” The Bencher, December 2013.
- “Key Delaware Corporate and Commercial Decisions from First Half of 2013” co-author, Business Law Today, September 2013.
- “Introduction to Court of Chancery Practice Guidelines,” co-author, Delaware Journal of Corporate Law, Vol. 37, No. 3, Summer 2013.
- “Supreme Court Denies In-house Counsel’s Motion to Withdraw from Pro Bono Representation Due to Lack of Malpractice Insurance,” The Bencher, July/August 2013.
- “Top 5 Corporate and Commercial Decisions from Delaware in 2012, and Proposed Corporate Statute Amendments for 2013,” Eckert Seamans’ Legal Update, Spring 2013.
- “Delaware Supreme Court Clarifies Standards for Enforcement of Legal Ethics and Attorney Conduct,” The Bencher, March/April 2013.
- “Delaware Insider: Top Five Delaware Corporate and Commercial Decisions of 2012,” co-author, Business Law Today, February 2013.
- “Resources for Legal Ethics Research and Analysis,” The Bencher, July/August 2012.
- “Inspecting Corporate ‘Books and Records’ in a Digital World: The Role of Electronically Stored Information,” co-author, The Delaware Journal of Corporate Law, Issue 37-1, June 2012.
- “Chancery Court Addresses Issue of First Impression with an LLC Dissolution,” co-author, Delaware Business Court Insider, March 2012.
- “Court of Chancery Issues Practice Guidelines; District of Delaware Issues Updated Electronic Discovery Standards,” co-author, Business Law Today, February 2012.
- “Noteworthy 2011 Delaware Court Decisions,” The Harvard Law School Corporate Governance Blog, January 2012.
- “Notable 2011 Corporate and Commercial Decisions from Delaware’s Supreme and Chancery Courts,” Delaware Business Court Insider, January 2012.
- “Chancery Addresses Disclosure Duties to Minority When Majority Acts by Written Consent,” co-author, Delaware Business Court Insider, December 2011.
- “Delaware Judge Grants Recusal Motion on Eve of Trial,” co-author, The Bencher, November/December 2011.
- “Chancery Applies Preliminary Injunction Standard to a Motion for a TRO,” co-author, Delaware Business Court Insider, August 2011.
- “Chancery Finds Lack of Personal Jurisdiction, Failure to Demonstrate Demand Futility in Suit Over Investment in Online Gambling,” Delaware Business Court Insider, June 2011.
- “Courts Clarifying Shareholders’ Rights to Information,” Delaware Business Court Insider, April 2011.
- “R.I. Supreme Court Rules That a Law Firm Must Be Allowed to Withdraw From Representing Client With Unpaid Legal Bills Despite Looming Trial Date,” The Bencher, March/April 2011.
- “Opinion: Questions Directors Should Be Asking About Delaware Law Trends,” Agenda of The Financial Times, January 2011.
- “Second Circuit Disqualifies Law Firm for Representation Adverse to Client’s Subsidiary,” The Bencher, November/December 2010.
- “Electronic Discovery and Social Networking Sites,” The Bencher, November/December 2010.
- “Proxy Solicitation and Contested Director Elections,” co-author, Business Law Today, September 2010.
- “Guest Contributors: Who is Mining the Store? Corporate Governance and Data Privacy/Security Issues,” co-author, The Conference Board: Governance Center Blog, September 2010.
- “Duties of Directors and Managers of Distressed Companies,” co-author, Delaware Lawyer Magazine, Fall 2010.
- “Recent Key Delaware Corporate and Commercial Decisions,” co-author, NYU Journal of Law & Business, Spring 2010.
- Guest Contributor, The Harvard Law School Corporate Governance Blog
- “Can Delaware Be Dethroned? Evaluating Delaware’s Dominance of Corporate Law,” panel moderator, UCLA School of Law, Los Angeles, February 17-18, 2017.
- “Delaware Corporate and M&A Case Law Update,” co-presenter, continuing legal education seminar to Davis Wright Tremaine LLP , July 2016.
- “What’s Hot in Delaware: Recent Decisions Impacting the Boardroom,” panelist, Professional Liability Underwriting Society, February 4, 2015.
- “Business Valuation Litigation/Shareholder Disputes,” Pennsylvania Institute of Certified Public Accountants, Forensic & Litigation Services Conference, November 2014.
- “Indemnification and Advancement for Officers and Directors,” Business Law Section, American Bar Association Spring Meeting (Los Angeles), April 2014.
- “Top Ten Delaware Corporate Decisions in 2013,” Connecticut Bar Association’s Business Law Section, January 2014.
- “Key Corporate and Commercial Cases from Delaware January through June 2013,” panelist, Eckert Seamans’ audio teleseminar, July 2013.
- “Key Corporate and Commercial Cases from Delaware in 2012,” panelist, Eckert Seamans’ audio teleseminar, February 2013.
- “Don’t Take a Chance in DE Chancery Court,” planner and presenter, Eckert Seamans’ audio teleseminar covering the most important corporate and commercial decisions of 2012 from Delaware’s Supreme Court and Court of Chancery, November 2012.
- “Recent Key Delaware Corporate and Commercial Opinions?” Eckert Seamans’ Continuing Legal Education Seminar, August 2012.
- “Recent Developments in Delaware Corporate Law,” CBIZ, a national consulting firm, at their Annual Partners’ Meeting (Miami), July 2012.
- “Protecting the Corporate Director,” co-presenter, ABA’s Business Law Section Continuing Legal Education seminar, June 2012.
- “Recent Developments in Delaware Corporate and Alternative Entity Law,” Corporation Law Section of the Delaware State Bar Association (Wilmington, Delaware) May 2012.
- “Protecting the Corporate Director,” panelist, ABA’s Business Law Section’s Spring Meeting (Las Vegas), March 2012.
- “Ethical Aspects of Class Action Settlements,” panelist, Corporate Law Section of the Delaware State Bar Association (Wilmington, Delaware), May 2011.
- “Irreconcilable Differences: Directors, Managers and Shareholder Conflicts in Takeover Transactions,” panelist at a symposium sponsored by the Delaware Journal of Corporate Law, April 2011.
- “Key 2010 Delaware Rulings for M&A, Corporate Governance and Alternative Entity Practice,” webinar panelist, Strafford Publications, Inc., February 2011.
- “2010 Year in Review: Securities Enforcement, Litigation & Compliance,” panelist, Securities Docket webcast, December 2010.
- “Recent Developments in Duties of Directors of Delaware Corporation,” moderator for American Bar Association Business Law Section and the ABA Center for Continuing Legal Education Teleconference and Live Audio Webcast, October 2010.
- “Delaware’s Corporation and Alternative Entity Laws: 2010 Amendments You Must Know About,” speaker, The Practicing Law Institute (PLI), September 2010.
- “Recent Developments in Delaware Corporate and Alternative Entity Law,” Corporation Law Section of the Delaware State Bar Association (Wilmington, Delaware), April 2010.
- Participates in a monthly radio spot on WILM radio, 1450 AM in Wilmington; provides listeners with an overview of recent decisions from the Delaware courts on corporate and commercial law.
- Annual F.G. Pileggi Distinguished Lecture in Law organized by the Widener University School of Law. Francis conceived of this annual lecture by a nationally known corporate law expert which began in 1986 in honor of his father.
- “Sizing up the legal cases that shaped the 2016 playing field,” Delaware Business Times, February 2017.
- “Recent Rulings Roil Questions Over Inspection of Books,” Delaware Business Court Insider, June 2016.
- ” Tesla’s Musk May Have To Justify SolarCity Deal In Court,” MarketWatch, June 2016.
- “Del. Supreme Court Revisits Personal Jurisdiction,” Delaware Business Court Insider, May 2016.
- “Del. Reins In Suits Against Nonstate Cos. In About Face,” Law360, April 2016.
- “Giuliani Steps Into ‘Business Divorce’ Case in Chancery,” Delaware Business Times, April 2016.
- “Bar Association Appraisal Measures Headline DGCL Amendment Package,” Delaware Law Weekly, April 2016.
- “Chancery Orders Compliance In LLC Books, Records Ruling,” Delaware Business Court Insider, February 2016.
- “Del. Court Applies Heightened Review in Tulia Settlement,” Bloomberg BNA , Jan 25, 2016.
- “Rookie Vice Chancellors Not Seen as Threat to Corporate Law Stability,” Delaware Business Court Insider, January 2016.
- “For Chancery Court, Advancement, Appraisal Key Questions of Year,” Delaware Business Court Insider, December 2015.
- “Facebook Ruling Connects Formalities and Business Judgment,” Delaware Business Court Insider, November 2015.
- “Delaware Pushes Back on M&A Settlements,” AGENDA, A Financial Times Service, October 2015.
- “Chancery Court Dismisses Microsoft’s Claims for Lack of Jurisdiction,” Delaware Business Court Insider, October 2015.
- “New Law Frustrates Efforts To Cut Shareholder Lawsuits,” Business Insurance, July 2015.
- “Delaware justices say bylaws can shield outside directors from merger suits,” Thomson Reuters Blog, May 2015.
- “Rule Change Aimed at Limiting Interlocutory Appeals Requests,” Delaware Law Weekly, May 13, 2015.
- “Eckert Seamans Lawyer Given Appellate Advocacy Award,” Delaware Law Weekly, March 18, 2015.
- “Delaware-chartered firms can force investor suits into home-state courts,” Thomson Reuters Blog, September 2014.
- “Inquirer Ruling Casts Doubt on Pa. Power Over Delaware LLCs,” Law360, May 2014.
- “Dominic Pileggi: The Grown-Up,” Philadelphia Magazine, May 2014.
- “NRA Wins Court Ruling Against WHA,” Delaware Online, March 19, 2014.
- “In Win for NRA, Public Housing Gun Ban Sent to Delaware Supreme Court,” The News Journal, July 31, 2013.
- “DJ Court Backs Chevron, FedEx Bylaws on Suits,” The Wall Street Journal, June 26, 2013.
- “Starboard Tries to Force Office Depot Meeting,” The Wall Street Journal, June 14, 2013.
- “Qualcomm Investor’s Political Spending Suit May Be Long Shot,” Law360, January 3, 2013.
- “Delaware Supreme Court Allows Class Action Opt-outs,” Reuters, December 27, 2012.
- “Judging a Judge: Chancellor Leo Strine Jr.’s Comments Called ‘Weird’, ‘Disgusting,’” The News Journal, November 15, 2012.
- “The Life and Death of Delaware’s Arbitration Experiment,” The New York Times, August 31, 2012.
- “Gun Ruling Blazes Path,” Delaware Online, July 31, 2012.
- “Strine Expresses Vision for Chancery Through Policies, Opinions,” Delaware Law Weekly, June 6, 2012.
- “Around the Blawgosphere: Nix ‘Here-and-There Words’; Has Blogging Changed Corporate Law Practice?” ABA Journal, May 25, 2012.
- “Eckert Seamans Adds 9 Attorneys in Wilmington Office,” Delaware Law Weekly, May 23, 2012.
- “Ignorance is Bliss’ for Litigants in Delaware Court of Chancery Who Opt Out of E-discovery,” ACEDS, February 9, 2012.
- “Shareholder Lawyers Sue Over Delaware Forum-selection Bylaws,” Thompson Reuters News & Insight, February 2012.
- “Abelman Says She Won’t Seek Second Term as Superior Court Judge,” Delaware Law Weekly, February 2012.
- “Main Line Lawyers to Split $285M Fees,” Philadelphia Inquirer, December 20, 2011.
- “Judge: Use Email, Not Past Counsel, to Serve Chinese Ex-CEO In Securities Suit,” Delaware Corporate, a Westlaw Journal, December 5, 2011.
- “Second Woman Joins Delaware’s Chancery Court,” delawareonline, October 4, 2011.
- “Bill Would Challenge Del.’s Monopoly on Bankruptcies,” Philadelphia Inquirer, September 28, 2011.
- “Wilmington Public Housing Gun Case Could Have National Impact,” delawareonline, July 16, 2011.
- “Pileggi Leaves Fox Rothschild to Join Eckert Seamans,” The Legal Intelligencer, May 2011.
- “Berkshire Row Spotlights Question of Lawyers on Client Boards,” Delaware Law Weekly, May 2011.
- “Flurry of Big Moves Marks Unusual Week for Delaware Firms,” The Legal Intelligencer and Delaware Law Weekly, May 2011.
- “Francis Pileggi Joins Eckert Seamans’ Delaware Office,” Delaware Law Weekly, May 2011.
- “Munger, Tolles’ Ron Olson and Bershire: The Question of Lawyers Serving on Client Boards,” The AmLaw Daily, May 6, 2011.
- “Buffett’s Berkshire says Sokol deceived, broke law,” Business Law, April 27, 2011.
- “Chancery Court Chief to Exit,” The Wall Street Journal, April 26, 2011.
- “Recent Delaware Corporate and Commercial Litigation,” Lexis Nexis Podcast, April 2011.
- “Best in Law Blogs: SCOTUS Rules on Materiality in Securities Case,” LexBlog, March 23, 2011.
- “Airgas Vows To Make Most of Its Win,” Philadelphia Inquirer, February 21, 2011.
- “Del. Judge To Decide on Airgas’ ‘Poison Pill’,” Philadelphia Inquirer, February 8, 2011.
- “Delaware Economy: Weak Job Growth Extends to Legal, Banking Sectors,” The News Journal, February 6, 2011.
- “Best in Law Blogs: Federal Court Finds Health Care Law Unconstitutional,” LexBlog, February 1, 2011.
- “Federal Courts Need Not Honor Delaware Venue-Choice Bylaw, Judge Says,” Westlaw News & Insight, January 17, 2011.
- “Two Firms Seek Up to $6.5M for Work on Settlement Yielding Shareholders No Monetary Benefit,” The National Law Journal; The New York Lawyer; and The Legal Intelligencer, January 13, 2011.
- “Tinicum Unsurprised by Airport Decision but Still May Fight It,” Philadelphia Inquirer, KYW News Radio, January 5, 2011.
- “FAA Signs Off on $5.2B Expansion of Philly Airport,” Associated Press (numerous appearances), January 4, 2011.
- “Airport Expansion Plan Leaves Tinicum Residents Up in the Air,” The Philadelphia Inquirer, December 4, 2010.
- “Court Boosts Airgas Defense Against Air Products,” CNBC, November 23, 2010.
- “Del. Chancery: Creditors of Insolvent LLCs May Not Sue for Breach of Fiduciary Duty,” The National Law Journal, November 8, 2010.
- “Tinicum Continues to Fight Airport,” Delaware County Daily Times, October 26, 2010.
- “Barnes & Noble Fights Takeover Attempts With Poison Pill,” Inside Counsel, October 1, 2010.
- “Tinicum Residents Airsick Over Plans to Expand Philadelphia Airport,” Philadelphia Daily News, September 2, 2010.
- “FAA Finalizes Choice for Airport Expansion,” Delaware County Daily News, August 30, 2010.
- “Best in Law Blogs: Chancery Refuses to Certify Class Action; Claims Based on Duty of Disclosure Absent Shareholder Action,” LexBlog, August 26, 2010.
- “Best in Law Blogs: Court of Chancery Rejects Challenge to Interim Fee Award,” LexBlog, August 3, 2010.
- “Best in Law Blogs: Court of Chancery Dismisses Later-Filed Delaware Action Based on Forum Non Conveniens and McWane Doctrine,” LexBlog, July 8, 2010.
- “Repeal of Gun Ban May Hit Home,” The News Journal, June 29, 2010.
- “Contributor Spotlight,” LexisNexis Corporate and Securities Homepage, June 2010.
- “Best in Law Blogs: Chancery Prohibits Partial Retention of Redemption by Investment Fund for Legal Fees Incurred Due to Departing Investor,” LexBlog, June 8, 2010.
- “NRA Sues Wilmington Housing Authority for Violating Residents’ Second Amendment Rights,” Hawaii Reporter, May 26, 2010.
- “Chancery Rejects Request to Enjoin Freeze-Out by Controlling Stockholder,” LexBlog, May 26, 2010.
- “What is Congress Doing to U.S. Banks and Borrowers?” The Philadelphia Inquirer, May 21, 2010.
- “Best in Law Blogs: Chancery Upholds Forum Selection Clause Requiring Delaware Corporate Issues To Be Litigated in Texas Court,” LexBlog, May 13, 2010.
- “Delaware Courts Evolve to Meet Litigants’ Needs,” Wilmington News Journal, May 9, 2010.
- “Proposal Would Add Runway to Philly Airport,” The Delaware County Daily Times, May 8, 2010.
- “Delaware Judge Drops Lead Lawyers, Challenges Business as Usual,” Bloomberg Business, April 22, 2010.
- “Del. Chancery Court Awards Plaintiffs Fees Based on Defendants’ Prelitigation Conduct,” The National Law Journal, April 19, 2010.
- “Arbitration May Speed Up Chancery Cases,” Wilmington News Journal, March 7, 2010.
- “Best in Law Blogs: Court of Chancery Questions Special Litigation Committee’s Independence and Investigation: Denies Motion to Dismiss Litigation,” LexBlog, March 2010.
J.D., Widener University School of Law, 1986
B.A., St. Joseph’s University, 1982